38772 Federal Register / Vol. 86, No. 138 / Thursday, July 22, 2021 / Notices 

1 15 U.S.C. 78s(b)(1). 

2 17 CFR 240.19b–4. 

3Equity 7, Section 118(a) defines ‘‘Consolidated 

Volume’’ to mean the total consolidated volume 

reported to all consolidated transaction reporting 

plans by all exchanges and trade reporting facilities 

during a month in equity securities, excluding 

executed orders with a size of less than one round 

lot. For purposes of calculating Consolidated 

Volume and the extent of a member’s trading 

activity the date of the annual reconstitution of the 

Russell Investments Indexes is excluded from both 

total Consolidated Volume and the member’s 

trading activity. 

4Pursuant to Equity 4, Rule 4702(b)(14), a 

‘‘Midpoint Extended Life Order’’ is an Order Type 

with a Non-Display Order Attribute that is priced 

at the midpoint between the NBBO and that will 

not be eligible to execute until a minimum period 

of 10 milliseconds has passed after acceptance of 

the Order by the System. 

For the Commission, by the Division of 

Investment Management, pursuant to 

delegated authority. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–15545 Filed 7–21–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–92433; File No. SR– 

NASDAQ–2021–058] 

Self-Regulatory Organizations; The 

Nasdaq Stock Market LLC; Notice of 

Filing and Immediate Effectiveness of 

Proposed Rule Change To Amend the 

Exchange’s Transaction Credits at 

Equity 7, Section 118(a) 

July 16, 2021. 

Pursuant to Section 19(b)(1) of the 

Securities Exchange Act of 1934 

(‘‘Act’’),1 and Rule 19b–4 thereunder,2

notice is hereby given that on July 8, 

2021, The Nasdaq Stock Market LLC 

(‘‘Nasdaq’’ or ‘‘Exchange’’) filed with the 

Securities and Exchange Commission 

(‘‘SEC’’ or ‘‘Commission’’) the proposed 

rule change as described in Items I, II, 

and III, below, which Items have been 

prepared by the Exchange. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to amend the 

Exchange’s transaction credits at Equity 

7, Section 118(a), as described further 

below. The text of the proposed rule 

change is available on the Exchange’s 

website at https://

listingcenter.nasdaq.com/rulebook/ 

nasdaq/rules, at the principal office of 

the Exchange, and at the Commission’s 

Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

Exchange included statements 

concerning the purpose of and basis for 

the proposed rule change and discussed 

any comments it received on the 

proposed rule change. The text of these 

statements may be examined at the 

places specified in Item IV below. The 

Exchange has prepared summaries, set 

forth in sections A, B, and C below, of 

the most significant aspects of such 

statements. 

A. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

1. Purpose 

The purpose of the proposed rule 

change is to amend the Exchange’s 

schedule of credits, at Equity 7, Section 

118(a). Specifically, the Exchange 

proposes to make the following changes 

with respect to its schedule of credits 

for displayed quotes/orders (other than 

Supplemental Orders or Designated 

Retail Orders) that provide liquidity: (1) 

Add a new credit of $0.0028 per share 

executed; (2) amend the criteria for an 

existing credit of $0.0029 per share 

executed; and (3) eliminate an existing 

credit of $0.0029 per share executed. 

The Exchange also proposes to add two 

new non-cumulative supplemental 

credits to members for displayed 

quotes/orders (other than Supplemental 

Orders) that provide liquidity, of 

$0.0001 and $0.00015 per share 

executed, respectively. 

New Credit for MELO Activity and 

Adding Liquidity to the Exchange 

The Exchange proposes to add a new 

credit for displayed quotes/orders (other 

than Supplemental Orders or 

Designated Retail Orders) that provide 

liquidity of $0.0028 per share executed 

to a member: (i) With shares of liquidity 

provided in all securities through one or 

more of its Nasdaq Market Center MPIDs 

that represent 0.375% or more of 

Consolidated Volume 3 during the 

month; (ii) that executes an average 

daily volume (‘‘ADV’’) of at least 

500,000 shares of Midpoint Extended 

Life Orders (‘‘M–ELOs’’) 4 during the 

month; and (iii) that increases the extent 

of its ADV of MELO orders in all 

securities by 100% or more during the 

month relative to the month of June 

2021. 

The purpose of this new credit is to 

provide a new means to incent members 

to provide a substantial amount of 

liquidity to the Exchange generally as 

well as to increase the extent to which 

they engage in MELO activity on the 

Exchange and grow the extent of such 

activity over time. An increase in MELO 

activity and overall liquidity stands to 

improve the quality of the market 

generally, and of MELO, in particular, to 

the benefit of all market participants. 

Amended Displayed Credit 

The Exchange proposes to amend its 

existing credit of $0.0029 per share 

executed to a member: (i) With shares of 

liquidity provided in all securities 

through one or more of its Nasdaq 

Market Center MPIDs that represent 

more than 0.50% of Consolidated 

Volume during the month, including 

shares of liquidity provided with 

respect to securities that are listed on 

exchanges other than Nasdaq or NYSE 

that represent more than 0.10% of 

Consolidated Volume, and (ii) with at 

least a 15% ratio of volume that sets the 

NBBO provided through one or more of 

its Nasdaq Market Center MPIDs to all 

displayed volume that provides 

liquidity through one or more of its 

Nasdaq Market Center MPIDs. The 

Exchange first proposes to amend this 

credit by raising the threshold 

percentage of Consolidated Volume 

needed to qualify for the credit from 

0.50% to 0.60%. This proposed 

amendment will encourage those 

participants that already qualify for the 

credit to increase the extent to which 

they add liquidity to the Exchange in 

order to continue to qualify for it. From 

time to time, the Exchange believes it is 

reasonable to recalibrate the criteria for 

credits such as this one to ensure that 

the credits remain appropriately 

challenging for participants to attain in 

light of changes to their levels of activity 

on the Exchange. 

Second, the Exchange proposes to 

eliminate the criterion that a member 

must have at least a 15% ratio of volume 

that sets the NBBO to all displayed 

volume that provides liquidity to the 

Exchange, and to replace it with the 

requirement that a member add at least 

0.175% of Consolidated Volume during 

the month in non-displayed orders 

(excluding midpoint orders) for 

securities in any tape during the month. 

The Exchange proposes to eliminate the 

existing criterion because it proved too 

difficult for members to meet in 

combination with the other criterion set 

forth in the credit, and has hindered the 

credit in achieving its intended effect. 

The Exchange has limited resources at 

its disposal to devote to incentives and 


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5Under the MARS program, NOM pays a subsidy 

to NOM Participants that provide certain order 

routing functionalities to other NOM Participants 

and/or that use such functionalities themselves. 

The specified MARS Payment is paid on all 

executed Eligible Contracts that add liquidity, 

which are routed to NOM through a participating 

NOM Participant’s System and meet the requisite 

Eligible Contracts ADV. See Securities Exchange 

Act Release No. 79251 (November 7, 2016), 81 FR 

79536 (November 14, 2016) (SR–NASDAQ–2016– 

149). 6 15 U.S.C. 78f(b). 

7 15 U.S.C. 78f(b)(4) and (5). 

8NetCoalition v. SEC, 615 F.3d 525, 539 (D.C. Cir. 

2010) (quoting Securities Exchange Act Release No. 

59039 (December 2, 2008), 73 FR 74770, 74782–83 

(December 9, 2008) (SR–NYSEArca–2006–21)). 

9Securities Exchange Act Release No. 51808 

(June 9, 2005), 70 FR 37496, 37499 (June 29, 2005) 

(‘‘Regulation NMS Adopting Release’’). 

it periodically reassesses the allocation 

of those resources when they prove to 

be ineffective. The proposed 

replacement criterion will be more 

readily attainable for members and will 

also improve market quality by 

incenting members to add substantial 

volumes of non-displayed liquidity to 

the Exchange. 

Elimination of MARS Credit 

The Exchange proposes to eliminate 

an existing $0.0029 per share executed 

credit that it provides to a member (i) 

with shares of liquidity provided in all 

securities through one or more of its 

Nasdaq Market Center MPIDs that 

represent more than 0.30% of 

Consolidated Volume during the month 

and (ii) which qualifies for the NOM 

Market Access and Routing subsidy or 

‘‘MARS’’ program.5

This credit has not been effective in 

accomplishing its intended purpose, 

which is to incent members to increase 

their liquidity adding activity on both 

Nasdaq and NOM. The Exchange has 

observed that historically, few members 

have received this credit, and it has 

served to neither meaningfully increase 

activity on the Exchange or NOM nor 

improve the quality of those markets. 

The Exchange therefore proposes to 

eliminate it. The Exchange notes that 

even after it eliminates this credit, it 

will continue to offer a similarly 

structured credit of $0.0030 per share 

executed for members that meet 

specified volume requirements and 

qualify for the Tier 4 of the MARS 

program. 

New Supplemental Credits for MELOs 

and Midpoint Orders That Execute 

Against MELOs 

The Exchange proposes to offer two 

new supplemental credits to a member 

that either (i) grows its ADV of MELO 

and midpoint orders (that execute 

against MELO orders) during a month 

by a threshold amount relative to a 

baseline month or (ii) that provides a 

threshold ADV through midpoint orders 

provided and MELO Orders and also 

grows its ADV in midpoint orders 

provided and MELO Orders by a 

threshold amount relative to a baseline 

month. These credits will be in addition 

to other credits otherwise available to 

members for adding displayed liquidity 

to the Exchange (other than 

Supplemental Orders), but a member’s 

activity will qualify it to receive only 

one of the two new supplemental 

credits at a time, meaning that they are 

not cumulative. 

The first supplemental credit, of 

$0.0001 per share executed, will be 

available to a member that, through one 

or more of its Nasdaq Market Center 

MPIDs, either: (i) Increases the extent to 

which its ADV of MELO Orders and/or 

midpoint orders (that executes against 

MELO Orders) in all securities by an 

ADV of 1 million shares or more during 

the month relative to the month of June 

2021; or (ii) executes a combined 

volume of at least 3 million shares ADV 

through midpoint orders provided and 

MELO Orders during the month and 

increases the extent of its ADV of 

midpoint orders provided and MELO 

Orders in all securities by 100% or more 

during the month relative to the month 

of June 2021. A second, higher 

supplemental credit of $0.00015 per 

share executed, will be available to a 

member that, through one or more of its 

Nasdaq Market Center MPIDs, either: (i) 

increases the extent to which its ADV of 

MELO Orders and/or midpoint orders 

(that executes against MELO Orders) in 

all securities by an ADV of 2 million 

shares or more during the month 

relative to the month of June 2021; or 

(ii) executes a combined volume of at 

least 4 million shares ADV through 

midpoint orders provided and MELO 

Orders during the month and increases 

the extent of its ADV of midpoint orders 

provided and MELO Orders in all 

securities by 150% or more during the 

month relative to the month of June 

2021. 

The purpose of these new credits is to 

provide extra incentives to members to 

be actively involved in MELO on the 

Exchange, as well as to grow 

substantially the extent to which they 

submit MELO orders to the Exchange 

and provide midpoint orders that 

execute against MELO orders relative to 

a recent benchmark month. The 

Exchange believes that if such 

incentives are effective, then any 

ensuing increase in MELO activity on 

the Exchange will once again improve 

market quality, to the benefit of all 

participants. 

2. Statutory Basis 

The Exchange believes that its 

proposals are consistent with Section 

6(b) of the Act,6 in general, and further 

the objectives of Sections 6(b)(4) and 

6(b)(5) of the Act,7 in particular, in that 

they provide for the equitable allocation 

of reasonable dues, fees and other 

charges among members and issuers and 

other persons using any facility, and are 

not designed to permit unfair 

discrimination between customers, 

issuers, brokers, or dealers. The 

proposals are also consistent with 

Section 11A of the Act relating to the 

establishment of the national market 

system for securities. 

The Proposals Are Reasonable 

The Exchange’s proposals are 

reasonable in several respects. As a 

threshold matter, the Exchange is 

subject to significant competitive forces 

in the market for equity securities 

transaction services that constrain its 

pricing determinations in that market. 

The fact that this market is competitive 

has long been recognized by the courts. 

In NetCoalition v. Securities and 

Exchange Commission, the D.C. Circuit 

stated as follows: ‘‘[n]o one disputes 

that competition for order flow is 

‘fierce.’ . . . As the SEC explained, ‘[i]n 

the U.S. national market system, buyers 

and sellers of securities, and the brokerdealers that act as their order-routing 

agents, have a wide range of choices of 

where to route orders for execution’; 

[and] ‘no exchange can afford to take its 

market share percentages for granted’ 

because ‘no exchange possesses a 

monopoly, regulatory or otherwise, in 

the execution of order flow from broker 

dealers’ . . . .’’ 8

The Commission and the courts have 

repeatedly expressed their preference 

for competition over regulatory 

intervention in determining prices, 

products, and services in the securities 

markets. In Regulation NMS, while 

adopting a series of steps to improve the 

current market model, the Commission 

highlighted the importance of market 

forces in determining prices and SRO 

revenues and, also, recognized that 

current regulation of the market system 

‘‘has been remarkably successful in 

promoting market competition in its 

broader forms that are most important to 

investors and listed companies.’’ 9

Numerous indicia demonstrate the 

competitive nature of this market. For 

example, clear substitutes to the 

Exchange exist in the market for equity 

security transaction services. The 

Exchange is only one of several equity 


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38774 Federal Register / Vol. 86, No. 138 / Thursday, July 22, 2021 / Notices 

venues to which market participants 

may direct their order flow. Competing 

equity exchanges offer similar tiered 

pricing structures to that of the 

Exchange, including schedules of 

rebates and fees that apply based upon 

members achieving certain volume 

thresholds. 

Within this environment, market 

participants can freely and often do shift 

their order flow among the Exchange 

and competing venues in response to 

changes in their respective pricing 

schedules. Within the foregoing context, 

the proposals represent reasonable 

attempts by the Exchange to increase its 

liquidity and market share relative to its 

competitors. 

The Exchange believes that it is 

reasonable to establish a new $0.0028 

per share executed transaction credit, at 

Equity 7, Section 118(a), for members 

that provide liquidity of at least 0.375% 

of Consolidated Volume, execute an 

ADV of at least 500,000 shares of MELO 

Orders during the month and increase 

the extent of their ADV of MELO Orders 

in all securities by 100% or more during 

the month relative to the month of June 

2021. The new credit will encourage 

substantial activity on the Exchange as 

well as substantial activity and growth 

in MELO Orders. Any increased activity 

and growth will improve the quality of 

the market for MELOs as well as overall 

market quality, to the benefit of both 

MELO and other market participants. 

The Exchange also believes that it is 

reasonable to amend its existing credit 

of $0.0029 per share executed, which 

applies to members that add liquidity 

representing 0.50% or more of 

Consolidated Volume during the month, 

including shares of liquidity in Tape B 

Securities of 0.10% or more of 

Consolidated Volume, and which 

achieve at least a 15% ratio of volume 

that sets the NBBO to all displayed 

liquidity provided. The proposed 

amendments will increase the threshold 

percentage of Consolidated Volume 

required to qualify for the credit from 

0.50% to 0.60% and replace the NBBOsetting ratio criteria with a minimum 

non-displayed volume add requirement 

(exclusive of midpoint orders) of 

0.175% of Consolidated Volume. The 

proposed increase in the Consolidated 

Volume threshold will encourage 

members that currently qualify for the 

credit to further increase the extent of 

their liquidity adding activity on the 

Exchange to continue to do so. From 

time to time, the Exchange believes it is 

reasonable to recalibrate the criteria for 

credits such as this one to ensure that 

the credits remain appropriately 

challenging for participants to attain in 

light of changes to their levels of activity 

on the Exchange. Meanwhile, the 

elimination of the NBBO-setting ratio 

requirement is reasonable because it 

proved too difficult for members to meet 

in combination with the other criterion 

set forth in the credit, and has hindered 

the credit in achieving its intended 

effect. The Exchange has limited 

resources at its disposal to devote to 

incentives and it periodically reassesses 

the allocation of those resources when 

they prove to be ineffective. The 

proposal to replace this criterion with a 

requirement that a member add at least 

0.175% of Consolidated Volume during 

the month in non-displayed orders 

(excluding midpoint orders) is 

reasonable because the proposed 

replacement criterion will be more 

readily attainable for members and will 

also improve market quality by 

incenting members to add substantial 

volumes of non-displayed liquidity to 

the Exchange. 

It is also reasonable for the Exchange 

to eliminate its existing $0.0029 per 

share executed credit that it provides to 

a member that adds liquidity 

representing more than 0.30% of 

Consolidated Volume during the month 

and which qualifies for the MARS 

program. This credit has not been 

effective in accomplishing its intended 

purpose, which is to incent members to 

increase their liquidity adding activity 

on both Nasdaq and NOM. The 

Exchange has observed that historically, 

few members have received this credit, 

and it has served to neither 

meaningfully increase activity on the 

Exchange or NOM nor improve the 

quality of those markets. 

Finally, the Exchange believes it is 

reasonable to establish two new 

supplemental credits available to a 

member that either (i) grows its ADV of 

MELO and midpoint orders (that 

execute against MELO orders) during a 

month by a threshold amount relative to 

a baseline month or (ii) that executes 

during a month a threshold ADV 

through midpoint orders provided and 

MELO orders and also grows its ADV in 

midpoint orders provided and MELO 

Orders by a threshold amount relative to 

a baseline month. These new 

supplemental credits will be noncumulative, meaning that only one of 

them is attainable at once. These 

proposals are reasonable because they 

will provide extra incentives to 

members to engage in substantial 

amounts of MELO-related activity on 

the Exchange during a month, as well as 

to grow substantially the extent to 

which they do so relative to a recent 

benchmark month. The Exchange 

believes that if such incentives are 

effective, then any ensuing increase in 

MELO Orders and executions on the 

Exchange will improve the quality of 

the MELO market, and the market 

overall, to the benefit of MELO and all 

market participants. 

The Exchange notes that those market 

participants that are dissatisfied with 

the proposals are free to shift their order 

flow to competing venues that offer 

more generous pricing or less stringent 

qualifying criteria. 

The Proposals Are Equitable Allocations 

of Credits 

The Exchange believes that it is an 

equitable allocation to establish new 

transaction credits and otherwise 

modify the eligibility requirements for 

its transaction credits because the 

proposals will encourage members to 

increase the extent to which they add 

liquidity to the Exchange. To the extent 

that the Exchange succeeds in 

increasing the levels of liquidity and 

activity on the Exchange, including in 

segments for which there is an observed 

need or demand, such as non-displayed, 

MELO, and Tape B securities, then the 

Exchange will experience improvements 

in its market quality, which stands to 

benefit all market participants. The 

Exchange also believes it is equitable to 

recalibrate or revise existing criteria for 

its credits to ensure that the credits 

remain appropriately challenging for 

participants to attain in light of changes 

to their levels of activity on the 

Exchange. 

It is also equitable to eliminate a 

MARS-related credit that has not been 

utilized historically and which has not 

fulfilled its intended purpose. The 

Exchange has limited resources to 

devote to incentive programs and 

periodically reallocates those resources 

to programs that are more likely to be 

utilized and effective. 

Any participant that is dissatisfied 

with the proposals is free to shift their 

order flow to competing venues that 

provide more generous pricing or less 

stringent qualifying criteria. 

The Proposals Are Not Unfairly 

Discriminatory 

The Exchange believes that its 

proposals are not unfairly 

discriminatory. As an initial matter, the 

Exchange believes that nothing about its 

volume-based tiered pricing model is 

inherently unfair; instead, it is a rational 

pricing model that is well-established 

and ubiquitous in today’s economy 

among firms in various industries—from 

co-branded credit cards to grocery stores 

to cellular telephone data plans—that 

use it to reward the loyalty of their best 

customers that provide high levels of 

business activity and incent other 


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10 15 U.S.C. 78s(b)(3)(A)(ii). 

customers to increase the extent of their 

business activity. It is also a pricing 

model that the Exchange and its 

competitors have long employed with 

the assent of the Commission. It is fair 

because it incentivizes customer activity 

that increases liquidity, enhances price 

discovery, and improves the overall 

quality of the equity markets. 

The Exchange believes that its 

proposals to adopt new credits or 

otherwise amend the qualifying criteria 

for its transaction credits are not 

unfairly discriminatory because these 

credits are available to all members. 

Moreover, these proposals stand to 

improve the overall market quality of 

the Exchange, to the benefit of all 

market participants, by incentivizing 

members to increase the extent of their 

liquidity provision or activity on the 

Exchange, including in segments for 

which there is an observed need or 

demand, such as non-displayed, MELO, 

and Tape B securities. The Exchange 

also believes it is not unfairly 

discriminatory to recalibrate or revise 

existing criteria for its credits to ensure 

that the credits remain appropriately 

challenging for participants to attain in 

light of changes to their levels of activity 

on the Exchange. 

Meanwhile, it is not unfairly 

discriminatory to eliminate a MARSrelated credit that has not been utilized 

historically and which has not fulfilled 

its intended purpose. The Exchange has 

limited resources to devote to incentive 

programs and periodically reallocates 

those resources to programs that are 

more likely to be utilized and effective. 

The Exchange notes that it will continue 

to offer another similarly-structured 

credit to members that qualify for Tier 

4 of the MARS program. 

Any participant that is dissatisfied 

with the proposals is free to shift their 

order flow to competing venues that 

provide more generous pricing or less 

stringent qualifying criteria. 

B. Self-Regulatory Organization’s 

Statement on Burden on Competition 

The Exchange does not believe that 

the proposed rule changes will impose 

any burden on competition not 

necessary or appropriate in furtherance 

of the purposes of the Act. 

Intramarket Competition 

The Exchange does not believe that its 

proposals will place any category of 

Exchange participant at a competitive 

disadvantage. 

As noted above, Nasdaq’s proposals to 

add and amend transaction credits are 

intended to have market-improving 

effects, to the benefit of all members. 

Any member may elect to achieve the 

levels of liquidity or activity required in 

order to qualify for the new or amended 

credits. 

Likewise, the Exchange’s proposal 

will not duly burden competition to 

eliminate its $.0029 per share executed 

MARS credit as members have not 

utilized the credit historically, such that 

its elimination will have limited or no 

impact. The Exchange has limited 

resources to devote to incentive 

programs and periodically reallocates 

those resources to programs that are 

more likely to be utilized and effective. 

The Exchange notes that it will continue 

to offer another similarly-structured 

credit to members that qualify for Tier 

4 of the MARS program. 

The Exchange notes that its members 

are free to trade on other venues to the 

extent they believe that the proposed 

qualification criteria for or amounts of 

these credits are not attractive. As one 

can observe by looking at any market 

share chart, price competition between 

exchanges is fierce, with liquidity and 

market share moving freely between 

exchanges in reaction to credit changes. 

The Exchange notes that its pricing tier 

structure is consistent with brokerdealer fee practices as well as the other 

industries, as described above. 

Intermarket Competition 

In terms of inter-market competition, 

the Exchange notes that it operates in a 

highly competitive market in which 

market participants can readily favor 

competing venues if they deem credit 

levels at a particular venue to be 

excessive, or rebate opportunities 

available at other venues to be more 

favorable. In such an environment, the 

Exchange must continually adjust its 

credits to remain competitive with other 

exchanges and with alternative trading 

systems that have been exempted from 

compliance with the statutory standards 

applicable to exchanges. Because 

competitors are free to modify their own 

credits in response, and because market 

participants may readily adjust their 

order routing practices, the Exchange 

believes that the degree to which credit 

changes in this market may impose any 

burden on competition is extremely 

limited. 

The proposed new and amended 

credits are reflective of this competition 

because, even as one of the largest U.S. 

equities exchanges by volume, the 

Exchange has less than 20% market 

share, which in most markets could 

hardly be categorized as having enough 

market power to burden competition. 

Moreover, as noted above, price 

competition between exchanges is 

fierce, with liquidity and market share 

moving freely between exchanges in 

reaction to credit changes. This is in 

addition to free flow of order flow to 

and among off-exchange venues which 

comprises upwards of 44% of industry 

volume. 

The Exchange’s proposals to add new 

and amend its transaction credits are 

pro-competitive in that the Exchange 

intends for the changes to increase 

liquidity addition and activity on the 

Exchange, thereby rendering the 

Exchange a more attractive and vibrant 

venue to market participants. 

In sum, if the changes proposed 

herein are unattractive to market 

participants, it is likely that the 

Exchange will lose market share as a 

result. Accordingly, the Exchange does 

not believe that the proposed changes 

will impair the ability of members or 

competing order execution venues to 

maintain their competitive standing in 

the financial markets. 

C. Self-Regulatory Organization’s 

Statement on Comments on the 

Proposed Rule Change Received From 

Members, Participants, or Others 

No written comments were either 

solicited or received. 

III. Date of Effectiveness of the 

Proposed Rule Change and Timing for 

Commission Action 

The foregoing rule change has become 

effective pursuant to Section 

19(b)(3)(A)(ii) of the Act.10

At any time within 60 days of the 

filing of the proposed rule change, the 

Commission summarily may 

temporarily suspend such rule change if 

it appears to the Commission that such 

action is: (i) Necessary or appropriate in 

the public interest; (ii) for the protection 

of investors; or (iii) otherwise in 

furtherance of the purposes of the Act. 

If the Commission takes such action, the 

Commission shall institute proceedings 

to determine whether the proposed rule 

should be approved or disapproved. 

IV. Solicitation of Comments 

Interested persons are invited to 

submit written data, views, and 

arguments concerning the foregoing, 

including whether the proposed rule 

change is consistent with the Act. 

Comments may be submitted by any of 

the following methods: 

Electronic Comments 

• Use the Commission’s internet 

comment form (http://www.sec.gov/ 

rules/sro.shtml); or 

• Send an email to rule-comments@

sec.gov. Please include File Number SR– 

NASDAQ–2021–058 on the subject line. 


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11 17 CFR 200.30–3(a)(12). 

1 15 U.S.C. 78s(b)(1). 

2 15 U.S.C. 78a. 

3 17 CFR 240.19b–4. 

Paper Comments 

• Send paper comments in triplicate 

to Secretary, Securities and Exchange 

Commission, 100 F Street NE, 

Washington, DC 20549–1090. 

All submissions should refer to File 

Number SR–NASDAQ–2021–058. This 

file number should be included on the 

subject line if email is used. To help the 

Commission process and review your 

comments more efficiently, please use 

only one method. The Commission will 

post all comments on the Commission’s 

internet website (http://www.sec.gov/ 

rules/sro.shtml). Copies of the 

submission, all subsequent 

amendments, all written statements 

with respect to the proposed rule 

change that are filed with the 

Commission, and all written 

communications relating to the 

proposed rule change between the 

Commission and any person, other than 

those that may be withheld from the 

public in accordance with the 

provisions of 5 U.S.C. 552, will be 

available for website viewing and 

printing in the Commission’s Public 

Reference Room, 100 F Street NE, 

Washington, DC 20549, on official 

business days between the hours of 

10:00 a.m. and 3:00 p.m. Copies of the 

filing also will be available for 

inspection and copying at the principal 

office of the Exchange. All comments 

received will be posted without change. 

Persons submitting comments are 

cautioned that we do not redact or edit 

personal identifying information from 

comment submissions. You should 

submit only information that you wish 

to makeavailable publicly. All 

submissions should refer to File 

Number SR–NASDAQ–2021–058 and 

should be submitted on or before 

August 12, 2021. 

For the Commission, by the Division of 

Trading and Markets, pursuant to delegated 

authority.11

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–15549 Filed 7–21–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

Investment Company Act Release No. 

34334; 812–15244; MVP Private 

Markets Fund, et al. 

July 16, 2021. 

AGENCY: Securities and Exchange 

Commission (‘‘Commission’’). 

ACTION: Notice. 

Notice of an application under section 

6(c) of the Investment Company Act of 

1940 (the ‘‘Act’’) for an exemption from 

sections 18(a)(2), 18(c) and 18(i) of the 

Act and for an order pursuant to section 

17(d) of the Act and rule 17d–1 under 

the Act. 

Summary of Application: Applicants 

request an order to permit certain 

registered closed end investment 

companies to issue multiple classes of 

shares of beneficial interest with varying 

sales loads and to impose asset-based 

distribution and/or service fees. 

Applicants: MVP Private Markets 

Fund (‘‘Initial Fund’’), and Portfolio 

Advisors, LLC (‘‘Adviser’’). 

Filing Dates: The application was 

filed on June 30, 2021. 

Hearing or Notification of Hearing: An 

order granting the requested relief will 

be issued unless the Commission orders 

a hearing. Interested persons may 

request a hearing on any application by 

emailing the SEC’s Secretary at 

Secretarys-Office@sec.gov and serving 

the relevant applicant with a copy of the 

request by email, if an email address is 

listed for the relevant applicant below, 

or personally or by mail, if a physical 

address is listed for the relevant 

applicant below. 

Hearing requests should be received 

by the Commission by 5:30 p.m. on 

August 10, 2021, and should be 

accompanied by proof of service on 

applicants, in the form of an affidavit or, 

for lawyers, a certificate of service. 

Pursuant to rule 0–5 under the Act, 

hearing requests should state the nature 

of the writer’s interest, any facts bearing 

upon the desirability of a hearing on the 

matter, the reason for the request, and 

the issues contested. Persons who wish 

to be notified of a hearing may request 

notification by emailing the 

Commission’s Secretary. 

ADDRESSES: joshua.deringer@

faegredrinker.com. 

FOR FURTHER INFORMATION CONTACT: Lisa 

Reid Ragen, Branch Chief, at (202) 551– 

6825 (Division of Investment 

Management, Chief Counsel’s Office). 

SUPPLEMENTARY INFORMATION: For 

Applicants’ representations, legal 

analysis, and condition, please refer to 

Applicants’ application, dated June 30, 

2021, which may be obtained via the 

Commission’s website by searching for 

the file number, using the Company 

name box, at http://www.sec.gov/ 

search/search.htm, or by calling (202) 

551–8090. 

For the Commission, by the Division of 

Investment Management, under delegated 

authority. 

J. Matthew DeLesDernier, 

Assistant Secretary. 

[FR Doc. 2021–15546 Filed 7–21–21; 8:45 am] 

BILLING CODE 8011–01–P 

SECURITIES AND EXCHANGE 

COMMISSION 

[Release No. 34–92428; File No. SR–NYSE– 

2021–40] 

Self-Regulatory Organizations; New 

York Stock Exchange LLC; Notice of 

Filing of Proposed Rule Change To 

Adopt on a Permanent Basis the Pilot 

Program for Market-Wide Circuit 

Breakers in Rule 7.12 

July 16, 2021. 

Pursuant to Section 19(b)(1) 1 of the 

Securities Exchange Act of 1934 (the 

‘‘Act’’) 2 and Rule 19b–4 thereunder,3

notice is hereby given that, on July 2, 

2021, New York Stock Exchange LLC 

(‘‘NYSE’’ or the ‘‘Exchange’’) filed with 

the Securities and Exchange 

Commission (the ‘‘Commission’’) the 

proposed rule change as described in 

Items I, II, and III below, which Items 

have been prepared by the selfregulatory organization. The 

Commission is publishing this notice to 

solicit comments on the proposed rule 

change from interested persons. 

I. Self-Regulatory Organization’s 

Statement of the Terms of Substance of 

the Proposed Rule Change 

The Exchange proposes to adopt on a 

permanent basis the pilot program for 

Market-Wide Circuit Breakers in Rule 

7.12. The proposed rule change is 

available on the Exchange’s website at 

www.nyse.com, at the principal office of 

the Exchange, and at the Commission’s 

Public Reference Room. 

II. Self-Regulatory Organization’s 

Statement of the Purpose of, and 

Statutory Basis for, the Proposed Rule 

Change 

In its filing with the Commission, the 

self-regulatory organization included 

statements concerning the purpose of, 

and basis for, the proposed rule change 

and discussed any comments it received 

on the proposed rule change. The text 

of those statements may be examined at 

the places specified in Item IV below. 

The Exchange has prepared summaries, 

set forth in sections A, B, and C below, 


lotter on DSK11XQN23PROD with NOTICES1